Lovells

Lovells have advised Bank of Overseas Chinese (BOOC), a Taiwan-based commercial bank, on its proposed US$427 million acquisition by Citibank. 
 
The transaction will be completed by way of a cash-out statutory merger at a price of NTD11.80 (US$0.36) per share in cash, subject to certain closing adjustments, giving an aggregate consideration of approximately US$427 million.  The merger is expected to close in the second half of 2007.  Polaris Securities and certain other major shareholders have agreed to vote in favour of the proposed transaction.  

The operations of Citibank Taiwan and BOOC will be combined following the consummation of the merger. The combination will create a business with 66 branches and assets of US$22.8 billion, making it the largest international bank in Taiwan and the 13th largest among all domestic Taiwan banks by total assets. 

The Lovells team was led by Hong Kong-based partner Jamie Barr, and included senior associate Cindy Kao, who is a qualified lawyer in Taiwan and New York, and a registered foreign lawyer in Hong Kong.  

Commenting on the deal, Head of Asia Corporate Practice Jamie Barr said:  

"International banks are showing considerable interest in Taiwan.  Lovells have a growing Taiwan practice and we are delighted to have been able to work for Bank of Overseas Chinese and with its major shareholders on this highly significant transaction."  

Established as a private commercial bank in 1961, BOOC offers corporate banking products and services as well as a broad suite of consumer and wealth management services. The bank had assets of US$8.5 billion, loans of US$5.5 billion and a deposit base of US$7.0 billion as at 30 September 2006. It serves more than one million clients through 55 branches across Taiwan, and employs 2,200 staff.  

Giant Era acted as Taiwan counsel for BOOC and Lin & Partners advised Polaris Securities and certain other major shareholders.

Notes to editors 

• Lovells is a leading international law firm, with over 310 partners, 1,600 lawyers worldwide, and a total of around 3,100 staff across 26 offices in 17 countries including Asia, Europe and North America. 
• Lovells' offices in Asia are (in chronological order of their establishment): Hong Kong (1982), Tokyo (1990), Beijing (1992), Ho Chi Minh City (1994), Singapore (1998), Shanghai (2003) and Dubai (2007).  
• In Asia Lovells has 18 partners and over 120 lawyers.  

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